FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Quarterly Period Ended June 27, 1998
Commission File No. 1-8684
Excel Industries, Inc.
(Exact name of registrant as specified in its charter)
Indiana 35-1551685
(State or other jurisdiction (IRS Employer Identification
of incorporation or organization) Number)
1120 North Main Street, Elkhart, Indiana 46514
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (219)264-2131
Indicate by "X" whether the registrant (a) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such
shorter prior that the registrant was required to file such
reports), and (2) has been subject to such filing requirements
for the past 90 days.
Yes X No
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
At July 17, 1998, there were outstanding 12,450,444 common
shares, no par value.
<PAGE>
<TABLE>
EXCEL INDUSTRIES, INC.
Index
<CAPTION>
Page No.
<S> <C> <C>
PART I Financial Information
Consolidated Balance Sheet -
June 27, 1998 and December 27, 1997 1
Consolidated Statement of Income -
Quarter Ended June 27, 1998 and
June 28, 1997, Six Months Ended
June 27, 1998 and June 28, 1997 2
Consolidated Statement of Shareholders'
Equity -
Six Months Ended June 27, 1998 and
June 28, 1997 3
Consolidated Statement of Cash Flows -
Six Months Ended June 27, 1998 and
June 28, 1997 4
Notes to Consolidated Financial Statements 5-7
Management's Discussion and Analysis of
Financial Condition and Results of Operations 8-12
PART II Other Information 13
Signatures 14
Financial Data Schedules Exhibit 27
</TABLE>
<PAGE>
<TABLE>
EXCEL INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEET (UNAUDITED)
(in thousands)
<CAPTION>
June 27, December 27,
1998 1997
ASSETS
<S> <C> <C>
Current assets
Cash and short-term investments $ 839 $ 2,317
Marketable securities 25,746 24,420
Accounts receivable 150,220 140,910
Customer tooling to be billed 25,323 22,356
Inventories 40,999 40,929
Prepaid expenses 12,422 14,929
Total current assets 255,549 245,861
Property, plant and equipment,
less accumulated depreciation of
(1998 - $132,488; 1997 - $119,361) 163,931 160,968
Other assets 51,216 50,968
$ 470,696 $457,797
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Accounts payable $ 82,793 $ 85,469
Accrued liabilities 50,153 41,170
Current portion of debt 2,235 2,672
Total current liabilities 135,181 129,311
Long-term debt 104,800 105,943
Other long-term liabilities 36,776 37,228
Commitments and contingent liabilities -- --
Shareholders' equity
Preferred shares - no par value,
authorized 1,000 shares,
none issued -- --
Common shares - no par value,
authorized 20,000 shares;
issued and outstanding in 1998,
12,450, in 1997, 12,414 115,331 114,730
Retained earnings 78,608 70,585
Total shareholders' equity 193,939 185,315
$470,696 $457,797
NOTE: The balance sheet at December 27, 1997 has been derived
from the audited financial statements at that date.
The accompanying notes are an integral part of this statement.
</TABLE>
<PAGE>
<TABLE>
EXCEL INDUSTRIES, INC.
CONSOLIDATED STATEMENT OF INCOME (UNAUDITED)
(thousands, except per share amounts)
<CAPTION>
Quarter Ended
June 27, June 28,
1998 1997
<S> <C> <C>
Net sales $247,237 $264,474
Cost of goods sold 218,587 227,375
Gross profit 28,650 37,099
Selling, administrative and
engineering expenses 18,898 20,694
Operating income 9,752 16,405
Interest expense (2,051) (2,902)
Other income, net 1,020 445
Income before income taxes 8,721 13,948
Provision for taxes on income 2,965 4,881
Net income $ 5,756 $ 9,067
Net income per share:
Basic $ .46 $ .85
Diluted $ .46 $ .75
Cash dividends per share $ .125 $ .125
Six Months Ended
June 27, June 28,
1998 1997
Net sales $478,231 $515,690
Cost of goods sold 422,001 447,593
Gross profit 56,230 68,097
Selling, administrative and
engineering expenses 36,134 39,617
Operating income 20,096 28,480
Interest expense (4,329) (5,671)
Other income, net 1,104 835
Income before income taxes 16,871 23,644
Provision for taxes on income 5,736 8,275
Net income $ 11,135 $ 15,369
Net income per share:
Basic $ .90 $ 1.43
Diluted $ .88 $ 1.28
Cash dividends per share $ .25 $ .25
The accompanying notes are an integral part of this statement.
</TABLE>
<PAGE>
<TABLE>
EXCEL INDUSTRIES, INC.
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
(UNAUDITED)
FOR THE SIX MONTHS ENDED JUNE 27, 1998 AND JUNE 28, 1997
(in thousands)
<CAPTION>
MINIMUM
PENSION
COMMON RETAINED LIABILITY
SHARES EARNINGS ADJUSTMENT
<S> <C> <C> <C>
Balance at
December 27, 1997 $114,730 $ 70,585 $ --
Net income 11,135
Dividends (3,112)
Share options exercised 125
Shares issued under employee
stock purchase plan 476
Balance at
June 27, 1998 $115,331 $ 78,608 $ --
Balance at
December 28, 1996 $ 92,187 $ 58,653 $ (160)
Net income 15,369
Dividends (2,682)
Share options exercised 22
Shares issued under employee
stock purchase plan 156
Cumulative translation
adjustment
Balance at
June 28, 1997 $ 92,365 $ 71,340 $ (160)
EXCEL INDUSTRIES, INC.
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
(UNAUDITED)
FOR THE SIX MONTHS ENDED JUNE 27, 1998 AND JUNE 28,
1997
(in thousands)
<CAPTION>
CUMULATIVE
TRANSLATION
ADJUSTMENT TOTAL
<S> <C> <C>
Balance at
December 27, 1997 $ -- $185,315
Net income 11,135
Dividends (3,112)
Share options exercised 125
Shares issued under employee
stock purchase plan 476
Balance at
June 27, 1998 $ -- $193,939
Balance at
December 28, 1996 $ 45 $150,725
Net income 15,369
Dividends (2,682)
Share options exercised 22
Shares issued under employee
stock purchase plan 156
Cumulative translation
adjustment (193) (193)
Balance at
June 28, 1997 $ (148) $163,397
The accompanying notes are an integral part of this statement.
</TABLE>
<PAGE>
<TABLE>
EXCEL INDUSTRIES, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
(in thousands)
<CAPTION>
Six Months Ended
June 27, June 28,
1998 1997
<S> <C> <C>
Cash flows from operating activities
Net income $ 11,135 $ 15,369
Adjustments to reconcile net income
to net cash from operating activities:
Depreciation and amortization 15,783 18,451
Deferred income taxes and other (382) (3,145)
Changes in current assets and
liabilities, excluding effect
of acquisition:
Accounts receivable and other (6,803) (21,403)
Inventories and customer tooling (3,037) (6,628)
Accounts payable and accrued
liabilities 6,307 22,411
Total adjustments 11,868 9,686
Net cash provided by operating
activities 23,003 25,055
Cash flows from investing activities
Purchase of property, plant and
equipment (19,064) (16,398)
Investment in marketable securities (1,326) (9,965)
Business acquired -- (2,415)
Proceeds from sale of product line -- 2,926
Net cash used for investing activities (20,390) (25,852)
Cash flows from financing activities
Issuance of common shares 601 178
Maturities of long-term debt (1,580) (1,347)
Dividends (3,112) (2,682)
Net cash used for financing activities (4,091) (3,851)
Net change in cash and short-term investments (1,478) (4,648)
Cash and short-term investments at
beginning of year 2,317 6,580
Cash and short-term investments at
end of second quarter $ 839 $ 1,932
Supplemental Schedule of Noncash Activities:
In connection with the restructuring reserve established
for plant closures in March, 1997, goodwill was increased by
$5,400, which is net of income taxes.
The accompanying notes are an integral part of this statement.
</TABLE>
<PAGE>
EXCEL INDUSTRIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Note 1 - Basis of Presentation:
The financial statements have been prepared from the unaudited
financial records of the Company. In the opinion of management,
the financial statements include all adjustments consisting only
of normal recurring adjustments necessary for a fair presentation
of the results of operations and financial position for the
interim periods.
Note 2 - Inventories:
<TABLE>
Inventories consist of the following:
(in thousands of dollars)
<CAPTION>
June 27, December 27,
1998 1997
<S> <C> <C>
Raw materials $22,597 $23,591
Work in process and
finished goods 19,738 18,674
LIFO Reserve (1,336) (1,336)
$40,999 $40,929
</TABLE>
Note 3 - Net Income per Share:
At the end of 1997, the Company adopted Statement of Financial
Accounting Standards (SFAS) No. 128, "Earnings Per Share". All
earnings per share amounts reported herein have been restated to
comply with this Statement.
Basic net income per share is computed using the weighted
average number of shares outstanding during the period. Diluted
earnings per share assumes, when dilutive, the exercise of common
share options and warrants outstanding and the conversion of the
outstanding 10% convertible subordinated notes (notes) which were
converted into common shares in October, 1997.
Net income used to compute diluted earnings per share in
1997 included an add-back of $358,000 for the second quarter and
$716,000 for the first six months for the after-tax effect of
interest on the convertible notes. Shares used to compute net
income per share data are as follows (amounts in thousands):
<TABLE>
<CAPTION>
Quarter Ended Six Months Ended
June 27, June 28, June 27, June 28,
1998 1997 1998 1997
<S> <C> <C> <C> <C>
Basic 12,443 10,726 12,434 10,724
Exercise of options
and warrants 205 177 195 164
Conversion of notes -- 1,665 -- 1,665
Diluted 12,648 12,568 12,629 12,553
</TABLE>
Note 4 - Comprehensive Income
Net income as reported does not differ materially from
comprehensive income as defined in SFAS No. 130 "Reporting
Comprehensive Income".
Note 5 - Contingencies
A chemical cleaning compound, trichloroethylene (TCE), was found
in the soil and groundwater on the Company's property in Elkhart,
Indiana, and in 1981 TCE was found in a well field of the City of
Elkhart in close proximity to the Company's facility. The Company
was named as one of nine potentially responsible parties (PRPs)
in the contamination of this site.
On August 21, 1996 the United States Department of Justice
lodged with the United States District Court for the Northern
District of Indiana (the Court) a proposed partial consent decree
which specifies payment of Federal Past Response Costs from
certain PRPs which for Excel amounted to approximately $3.2
million which together with amounts due the Indiana Department of
Environmental Management would bring Excel's total obligation to
approximately $3.4 million, which has been accrued by the
Company.
On June 9, 1998, the Court accepted the consent decree as
filed and accordingly the Company funded in early July its
obligation for the remedial clean-up.
The Company has been named a PRP for costs at seven other
disposal sites. The remedial investigations and feasibility
studies have been completed, and the results of those studies
have been provided to the appropriate agencies. The studies
indicated a range of viable remedial approaches, but agreement
has not yet been reached with the authorities on the final
remediation approach. Furthermore, the PRPs for these sites have
not reached an agreement on the allocation of costs between the
PRPs. The Company believes it either has no liability as a
responsible party or that adequate provisions have been recorded
for current estimates of the Company's liability and estimated
legal costs associated with the settlement of these claims. It
is reasonably possible that the Company's recorded estimate of
its obligation may change in the near term.
There are claims and pending legal proceedings against the
Company and its subsidiaries with respect to taxes, workers'
compensation, warranties and other matters arising out of the
ordinary conduct of the business. The ultimate result of these
claims and proceedings at June 27, 1998 is not determinable, but,
in the opinion of management, adequate provision for anticipated
costs has been made or insurance coverage exists to cover such
costs.
Note 6 - Accounting Change
The Company has historically depreciated plant and equipment
using accelerated depreciation methods for both financial and tax
reporting purposes. A survey conducted by the Company confirmed
that the straight-line method of depreciation is the predominant
method used throughout the automotive supply industry.
Accordingly, for new capital expenditures for the 1998 fiscal
year and thereafter, the Company has adopted the straight-line
method of depreciation for financial reporting purposes. The
Company expects a favorable effect of the change on net income
for the fiscal year ending January 2, 1999 to be approximately
$1.2 million.
Note 7 - Acquisitions
In March, 1998, the Company signed a definitive agreement to
acquire for cash 70 percent of Schade GmbH & Co. KG, Plettenberg,
Germany, a privately held long-time automotive OEM supplier with
which it has had a nine-year non-equity technological alliance.
The transaction is effective July 1, 1998 and is expected to
close in August, 1998. The Company will purchase all shares of
Schade insiders for approximately $10 million and add
approximately $15 million of capital to increase shareholders
equity. The remaining 30 percent of Schade is owned by Hella KG
Hueck & Co., another international OEM supplier. Schade has
sales and manufacturing operations in Germany, Portugal, Spain,
the United Kingdom and the Czech Republic. It has annual sales of
more than $275 million in encapsulated window modules, door
frames, modular doors, outside trim and injection molded plastic
components.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
General
The Company has two lines of business to distinguish activities
for the light vehicle products segment separate from the
recreational vehicle, mass transit and heavy truck products
segment (RV/MT/HT). The light vehicle products segment normally
experiences reduced sales volumes in the months of July, August
and December as vacation periods, model changeover and start-up
and holidays affect the number of production days. The RV/MT/HT
products segment is seasonal in that sales in the quarter October
through December are normally at reduced levels.
Material Changes in Results of Operations:
Quarter Ended June 27, 1998 Compared to
Quarter Ended June 28, 1997
Sales in the second quarter of 1998 decreased 6.5% or $17.3
million to $247.2 million from $264.5 million in 1997. Sales for
the light vehicle products segment were $185.4 million in the
second quarter of 1998 compared to $206.0 million in the 1997
period. North American light vehicle build was down 3.8% in the
second quarter of 1998 compared to the same period in 1997.
Sales in 1998 were reduced by $3.8 million because of the strikes
at General Motors. Our largest customer, Ford Motor Company,
discontinued its long-running Aerostar van and Thunderbird/Cougar
programs in mid-1997 and ended its production of F-Series light
trucks with vent windows. These programs accounted for
approximately $7.4 million in revenue in the 1997 second period.
Sales were further affected by approximately $1.2 million for
customer selling price reductions associated with long-term
supply agreements. The remainder of the decrease was primarily
due to changes in customers product mix, predominantly lower
passenger car production and higher light truck and sport utility
vehicles. For the RV/MT/HT products segment sales increased to
$61.8 million in 1998 from $58.5 million in 1997.
Gross profit was $28.7 million in the current quarter or
11.6% of sales, down from $37.1 million or 14.0% of sales in the
second quarter of 1997. The lower gross margins were primarily
due to the startup costs and below-cost pricing on a major seat
track program at the Stockton, Illinois plant ($3.1 million), the
strikes at General Motors ($800,000), lower sales volumes in the
light vehicle products segment ($2.6 million), and the effects of
the selling price reductions due to long-term supply agreements
($1.2 million). These reductions were offset by higher sales
volumes in the RV/MT/HT products segment ($600,000) and product
mix ($600,000).
The Company has historically depreciated plant and equipment
using accelerated depreciation methods for both financial and tax
reporting purposes. A survey conducted by the Company confirmed
that the straight-line method of depreciation is the predominant
method used throughout the automotive supply industry.
Accordingly, for capital expenditures for the 1998 fiscal year
and thereafter, the Company has adopted the straight-line method
of depreciation for financial reporting purposes. The Company
expects a favorable effect of the change on net income for the
fiscal year ending January 2, 1999 to be approximately $1.2
million.
Selling, administrative and engineering expenses totaled
$18.9 million in the second quarter of 1998, down from $20.7
million in the 1997 second quarter. Approximately $1.2 million
of the decrease was due to a reduction in product development
expenses, $700,000 was due to the administrative costs of the
facilities closed in late 1997 and $300,000 was due to lower
accruals for management incentive bonuses in 1998.
Interest expense totaled $2,051,000 in 1998 down from
$2,902,000 in the year ago second quarter. The decrease was due
to the conversion of the 10% convertible subordinated notes into
common shares of the Company in October, 1997.
Other income of $1,020,000 consists primarily of interest
income on marketable debt securities of $388,000 and $500,000 for
a state loan forgiven after all contractual requirements were
met. The $445,000 in the 1997 second quarter was primarily
interest income on marketable securities.
Provision for taxes on income was at an effective rate of
34% for 1998, down from 35% in 1997. The reduction was due to
increased tax credits expected for 1998.
Material Changes in Results of Operations:
Six Months Ended June 27, 1998 Compared to
Six Months Ended June 28, 1997
Sales in the first six months of 1998 decreased 7.3% or $37.5
million to $478.2 million from $515.7 million in 1997. Sales for
the light vehicle products segment were $357.9 million in the
first six months of 1998 compared to $402.6 million in the 1997
period. North American light vehicle build was similar in the
comparative periods, but our largest customer, Ford Motor
Company, discontinued its long-running Aerostar van and
Thunderbird/Cougar programs in mid-1997 and ended its production
of F-Series light trucks with vent windows. These programs
accounted for approximately $14.5 million in revenue in the 1997
first half. Sales in 1998 were reduced by $3.8 million because
of the strikes at General Motors. Also, approximately $4 million
of the decrease was a result of the sale of the parking brake
product line which was sold on May 3, 1997. Sales were further
affected by approximately $2.7 million for customer selling price
reductions associated with long-term supply agreements. The
remainder of the decrease was primarily due to changes in
customers product mix, predominantly lower passenger car
production and higher light truck and sport utility vehicles. For
the RV/MT/HT products segment sales increased to $120.3 million
in 1998 from $113.1 million in 1997.
Gross profit was $56.2 million in the six months ended June
27, 1998 or 11.8% of sales, down from $68.1 million or 13.2% of
sales in the same period of 1997. The lower gross margins were
primarily due to the startup costs and below-cost pricing on a
major seat track program at the Stockton, Illinois plant ($4.4
million), the strikes at General Motors ($800,000), lower sales
volumes in the light vehicle products segment ($5.2 million), and
the effects of the selling price reductions due to long-term
supply agreements ($2.7 million). These reductions were
partially offset by higher sales volumes in the RV/MT/HT products
segment ($1.4 million) and product mix ($500,000).
Selling, administrative and engineering expenses totaled
$36.1 million in the first half of 1998, down from $39.6 million
in the 1997 first half. Approximately $1.8 million of the
decrease was due to the administrative costs of the facilities
closed in late 1997, $1.2 million was due to a reduction in
product development expenses and $600,000 was due to lower
accruals for management incentive bonuses in 1998.
Interest expense totaled $4,329,000 in 1998 down from
$5,671,000 in the year ago first half. The decrease was due to
the conversion of the 10% convertible subordinated notes into
common shares of the Company in October, 1997.
Other income of $1,104,000 consists primarily of interest
income on marketable debt securities of $745,000 and $500,000 for
a state loan forgiven after all contractual requirements were
met, less $245,000 for the Company's share of losses in its
Brazilian joint venture. The $835,000 in the 1997 first half was
primarily interest income on marketable securities.
Provision for taxes on income was at an effective rate of
34% for 1998, down from 35% in 1997. The reduction was due to
increased tax credits expected for 1998.
Material Changes in Financial Condition:
For the six months ended June 27, 1998 cash flow from operations
totaled $23.0 million of which $19.1 million was used for capital
expenditures and an additional $3.1 million for dividends.
Capital expenditures for the year are estimated to be $42
million.
Cash and marketable securities amounted to $26.6 million at
June 27, 1998, a decrease of $152,000 from December 27, 1997. At
June 27, 1998, the Company had available unused lines of credit
of approximately $55 million. For the remainder of 1998 the
Company expects its current cash balances, operating cash flow
and available credit lines to be sufficient to finance operating
cash needs, capital expenditures, the acquisition of Schade and
any environmental clean-up requirements.
In March, 1998, the Company signed a definitive agreement to
acquire for cash 70 percent of Schade GmbH & Co. KG, Plettenberg,
Germany, a privately held long-time automotive OEM supplier with
which it has had a nine-year non-equity technological alliance.
The transaction is effective July 1, 1998 and is expected to
close in August, 1998. The Company will purchase all shares of
Schade insiders for approximately $10 million and add
approximately $15 million of capital to increase shareholders
equity. The remaining 30 percent of Schade is owned by Hella KG
Hueck & Co., another international OEM supplier. Schade has
sales and manufacturing operations in Germany, Portugal, Spain,
the United Kingdom and the Czech Republic. It has annual sales
of more than $275 million in encapsulated window modules, door
frames, modular doors, outside trim and injection molded plastic
components.
The Company entered into a 1994 Supply Agreement with Ford
Motor Company which requires the absorption of the effects of
inflation and requires specified price reductions or productivity
offsets to price reductions. The Company believes that this type
of agreement is typical in the automotive supply business, and
the Company's ability to maintain gross margins at or near their
present levels will be dependent on its ability to substantially
offset the effects of this and other such agreements through
productivity improvements, cost reduction programs and
implementation of value analysis/value engineering programs,
which reduce part weight and system costs to the customer.
The Company has started a program to ensure year 2000
compliance (Y2K) issues. This program addresses software
applications and computer controlled manufacturing processes, as
well as, obtaining assurance that vendors supplying services and
materials will be Y2K compliant. Costs to administer this
program are estimated not to exceed $250,000.
Forward-Looking Statements
This report contains certain forward-looking statements which
involve certain risks and uncertainties. Such statements are
subject to certain risks and uncertainties which could cause
actual results to differ materially from those anticipated.
Potential risks and uncertainties include economic factors,
concentration of a substantial percentage of sales in a few major
OEM customers, and other business factors. Readers are cautioned
not to place undue reliance on those forward-looking statements
which speak only as of the date of this report.
<PAGE>
PART II. OTHER INFORMATION
ITEM 4. Submission of Matters to a Vote of Security Holders
At the annual Shareholders' Meeting on April 16, 1998, the
shareholders elected the following in an uncontested election of
Directors.
<TABLE>
<CAPTION>
Authority
For Withheld
<S> <C> <C>
James O. Futterknecht, Jr. 10,310,808 524,142
Joseph A. Robinson 10,310,308 524,642
John G. Keane 10,308,755 526,195
Richard A. Place 10,306,457 528,493
James K. Sommer 10,309,182 525,768
Ralph R. Whitney, Jr. 10,300,507 534,443
</TABLE>
<PAGE>
SIGNATURES
Pursuant to the requirement of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
<TABLE>
<CAPTION>
EXCEL INDUSTRIES, INC.
(Registrant)
<S> <C>
Date: July 29, 1998 s/ James O. Futterknecht, Jr.
James O. Futterknecht
Chairman, President and
Chief Executive Officer
Date: July 29, 1998 s/ Joseph A. Robinson
Joseph A. Robinson
Senior Vice President,
Secretary and
Chief Financial Officer
Date: July 29, 1998 s/ Ike K Eikelberner
Ike K. Eikelberner
Vice President,
Corporate Controller
and Chief Accounting
Officer
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JAN-02-1999
<PERIOD-END> JUN-27-1998
<CASH> 839
<SECURITIES> 25,746
<RECEIVABLES> 151,721
<ALLOWANCES> 1,501
<INVENTORY> 40,999
<CURRENT-ASSETS> 255,549
<PP&E> 296,419
<DEPRECIATION> 132,488
<TOTAL-ASSETS> 470,696
<CURRENT-LIABILITIES> 135,181
<BONDS> 0
0
0
<COMMON> 115,331
<OTHER-SE> 78,608
<TOTAL-LIABILITY-AND-EQUITY> 470,696
<SALES> 478,231
<TOTAL-REVENUES> 478,231
<CGS> 422,001
<TOTAL-COSTS> 458,135
<OTHER-EXPENSES> (1,104)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 4,329
<INCOME-PRETAX> 16,871
<INCOME-TAX> 5,736
<INCOME-CONTINUING> 11,135
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 11,135
<EPS-PRIMARY> .90
<EPS-DILUTED> .88
</TABLE>